One Quality Of Being A Friend
by GoldGuardian2418
Summary: When Red Alert is bullied and feeling depressed again, Soundwave steps in to help him feel better. Done as a request for EmeraldMoonGreen. :)


**EmeraldMoonGreen asked for this one. Here you go, Amiga! Enjoy! :)**

 **Transformers Prime belongs to Hasbro. I own nothing.**

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 **One Quality Of Being A Friend**

Red Alert let out a sigh of relief as he entered the forest, his horns finally not sparking as he found a place to sit. He had been dealing with more near panic attacks earlier and one official had been very rude towards him, saying some very derogatory things. Optimus hadn't been pleased when he heard about it, but Red Alert didn't stick around after the meeting.

He now felt tears come to his eyes and he sighed sadly, resting his head on his knees as he continued crying.

Soundwave was quite furious with the official. "How dare you speak so poorly about Red Alert!" He said, his voice harsh. Lazerbeak was chittering angrily as well, also upset.

"An Autobot who can't fight is of no use to your team!" The official said.

That was the last straw. Soundwave's tentacles came out, lashing about the air angrily. Starscream and Knockout had quickly intervened to keep Soundwave from doing something he might regret and Optimus had informed the official that he was no longer welcomed there.

"Agent Fowler, I can't have officials upsetting my men," the leader of the Autobots said.

"If this continues, Agent Fowler will be the only government agent allowed here," Prowl said, his doorwings stiff.

"I'll speak to my superiors," Fowler promised. "Because I'm honestly getting fed up with the officials coming here and either hurting your son, one of your own men, or the former 'Cons who have worked hard to make amends."

"How do your superiors feel about our factions making peace, Agent Fowler?" Megatron asked.

"They're very pleased," the agent responded. "And you guys have a lot of support from the world too."

"That is good news," Starscream said.

Agent Fowler then looked concerned. "Is Red going to be okay?" He asked.

"He will be," Ratchet said. "Because if I know Soundwave, he's going to go after Red Alert and not only bring him back, but cheer him up too."

"You know me too well, Ratchet," the former 'Con said. "As soon as I find his coordinates."

"Already done," Starscream said, calling them up in the system and starting up the Groundbridge.

"Thank you, Starscream," Soundwave said.

"And I'll give Red Alert the next few days off," Optimus said.

The tentacled bot nodded. "I'll be back."

With that, he flew through the portal, Lazerbeak right behind him.

Fowler smiled. "Those two are really good friends, aren't they?" He asked.

"Yes," Megatron answered. "Very good friends. Almost like brothers."

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Meanwhile, Soundwave landed lightly and looked at Lazerbeak. "Scan around and search for Red Alert," he said.

The little flyer took off, searching and finding the bot and alerting Soundwave, who followed the trail and found his friend sitting alone and crying. "Red Alert?" He called softly.

The red-and-white bot picked up his head to see Soundwave there and the former 'Con knelt down in front of him and held his arms out. Red Alert pretty much launched himself at his friend and let his tears flow as he cried into the other's shoulder. "Shh. I'm here, Red Alert," Soundwave cooed. "I'm here."

"S-Soundwave," Red Alert whimpered.

"Yes?" The bot answered gently, hoping to encourage his friend to talk.

The red-and-white mech looked so forlorn. "I...I've been feeling...depressed again," he admitted.

He felt a hand gently rub his horns. "Why didn't you tell me earlier?" Soundwave gently asked.

"I...I didn't want to bother anyone with it," Red Alert admitted sadly.

"Oh, Red, you could never be a bother to us," his friend said, rocking him gently while still gently rubbing the red horns.

The gentle touches helped the paranoid bot to calm down and he clung to Soundwave, who tightened his hold on him slightly. Finally, Red Alert calmed down and he looked at his friend. "Soundwave, would you tickle me, please?" He asked.

To say he was surprised was an understatement, but the former 'Con was more than happy to oblige and he unleashed his tentacles. "Wait!" Red said suddenly.

"Yes?" The now-confused bot said.

Red Alert looked a bit shy but then looked at him. "You...um...You got to catch me first," he said before jumping out of his friend's lap and quickly taking off.

It took Soundwave a moment to realize what his friend meant, but when he realized it, he chuckled. "Oh, I'll catch you, little Red Alert," he said, his tentacles ready. "And when I do catch you, I'll tickle you to pieces."

Red Alert giggled when he heard that. "Gotta catch me first," he said with a smirk.

"Then run as fast as you can, little Autobot," the tentacled bot said, reaching wiggling fingers and tentacles towards him.

Red Alert took off with Soundwave close behind him, but the former 'Con was having fun and hearing his friend laugh made him feel more playful. "You can't escape me, Red Alert," he cooed teasingly. "I'm going to tickle you silly."

A giggle reached his audios and he got close to his 'victim', but let him escape for the fun of it to build up the suspense. "Ooooh, I almost had you that time," he cooed. "I'm going to get you."

He let Red Alert get away a couple more times before getting an idea and playfully growling. "Rar! I sense a tickly snack is nearby," he said playfully. "And I'm so hungry."

Giggles spilled from Red Alert as he heard that, unable to help himself as Soundwave was being silly and cheering him up. As he heard more playful growls, he continued giggling and glanced around before going to run again, but something gently tackled him from behind, making him fall to the ground gently as he giggled some more. "Rar! I've caught my tickly snack," he heard Soundwave playfully say. "Now it's time for me to feast upon it."

Red Alert was already laughing as if being tickled, which made Soundwave chuckle before he blew a raspberry into his friend's neck, making him squeal with laughter, squeals that continued as he gently nibbled the sensitive neck. "Om, nom, nom! My goodness, how delicious," the former 'Con said teasingly before tickling Red Alert's sides, making him fall into a fit of laughter and reaching underneath him to tickle his stomach, which made him laugh even harder. "Cootchie, cootchie, coo!"

"AHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA! SOUNDWAHAHAHAHAHAHAHAHAVE! THAHAHAHAHAHAT TIHIHIHIHIHIHIHIHIHICKLES!" Red Alert pleaded.

"Oh, it does, does it?" His friend said teasingly before reaching for the red-and-white bot's knees and gently squeezing them, making the paranoid bot squeal and almost leap out of his skin as he laughter grew. "Ooooh, look at these little sensitive knees. They just make my giggly little friend go crazy with laughter, don't they?"

Red Alert was laughing too hard to answer and Soundwave chuckled. "You just love tickles, don't you, Red?" He asked with a warm smile while he still continued tickling him, his tentacles going for the red-and-white bot's sides, stomach, neck, and underarms while his hands tickled the backs of his friend's knees, making him squeal again.

"AHAHAHAHAHAHAHAHA! NOHOHOHOHOHOHO! IHIHIHIHIHIHIHIHI DOHOHOHOHOHOHON'T!" He laughed out, a blush coming to his face.

"Well, then I'm just going to have to tickle you until you do," the former 'Con said teasingly as he gently pinned the red-and-white mech down and tickled his knees, making him squeal. Soundwave then had an idea and chuckled, leaning down and blowing raspberries into the back of Red Alert's knees.

The loudest squeal he had ever heard come from his friend echoed through the forest as Red Alert tried to crawl away, still laughing. "Oooh, looks like raspberries to the backs of your knees drives you crazy," the tentacled bot said, leaning down and doing it again, making his friend squeal like crazy and tried to crawl away, but was unable to with his friend tickling him silly.

"AHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHAHA! ALRIGHT! IHIHIHIHIHIHIHIHI LOHOHOHOHOHOHOHOVE BEHEEHEEHEEHEEHEEHEEING TIHIHIHIHIHIHIHIHIHICKLED!" Red Alert laughed out, weakly squirming now.

Hearing that, Soundwave stopped and chuckled, seeing how worn out his friend was from the tickles. "Aww, is little Red Alert feeling bushed?" He teased lightly, making the paranoid bot giggle as the tentacles gently wrapped around him and lifting him back into the former 'Cons arms.

Smiling, Red Alert cuddled into his friend's embrace and Soundwave returned the cuddles, smiling as he gently rocked his friend. "Feeling better, Red?" He asked, rubbing the red horns gently.

The red-and-white bot cuddled closer to him. "Mmm-hmm," he said, a small yawn escaping him. "I can always count on you to help me feel better."

"Of course," Soundwave said. "One quality of being a friend is helping your friends feel better, especially when rude officials give you a hard time."

Smiling, Red Alert continued cuddling in his friend's arms and the former 'Con cuddled him back, comforting him and happy that they were best friends.

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 **Please leave a review, but no flames!**

 **GoldGuardian2418**


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